Director at Bankwell Financial (NASDAQ: BWFG) adds 393 shares

Rhea-AI Filing Summary

Bankwell Financial Group director Carl M. Porto reported an open-market purchase of 393 shares of common stock at $46.00 per share on March 6, 2026, through a Deferred Compensation Plan, bringing that indirect holding to 21,700 shares.

The filing also lists several direct and indirect common stock holdings with updated share balances and details multiple restricted stock awards granted between 2022 and 2026. Footnotes describe vesting schedules for these awards, with portions already vested and additional tranches scheduled to vest annually through February 2029.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Porto Carl M

(Last) (First) (Middle)

C/O BANKWELL FINANCIAL GROUP, INC.

258 ELM STREET

(Street)

NEW CANAAN CT 06840

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bankwell Financial Group, Inc. [ BWFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/06/2026		P		393	A	$46	21,700	I	Deferred Compensation Plan
Common Stock								400	D(1)
Common Stock								534	D(2)
Common Stock								1,200	D(3)
Common Stock								1,455	D(4)
Common Stock								4,303	I	Law Firm Pension Plan
Common Stock								22,398	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 1,600 shares of restricted stock granted on December 31, 2022, pursuant to the 2012 Bankwell Financial Group, Inc. Stock Plan and will vest in four equal annual installments of 25%, with the first installment vested on January 2, 2024 and an additional 25% to vest on each annual anniversary of the vesting date thereafter. As of the filing date, 1,200 shares have vested.

2. 1,600 shares of restricted stock granted on December 29, 2023, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 533 vested on February 7, 2025, 533 will vest on February 7, 2026 and 534 will vest on February 7, 2027. As of the filing date, 1,066 shares have vested.

3. 1,800 shares of restricted stock granted on February 7, 2025, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 600 to vest on February 7, 2026. 600 will vest on February 7, 2027 and 600 will vest on February 7, 2028. As of the filing date, 600 shares have vested.

4. 1,455 shares of restricted stock granted on February 9, 2026, pursuant to the 2022 Bankwell Financial Group, Inc. Stock Plan with 485 to vest on February 7, 2027. 485 will vest on February 7, 2028 and 485 will vest on February 7, 2029.

Remarks:

	/s/ Angelo G. Fusaro, Attorney-in-Fact for Carl M. Porto	03/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did BWFG director Carl M. Porto report?

Carl M. Porto reported buying 393 shares of Bankwell Financial Group common stock. The purchase occurred on March 6, 2026, at $46.00 per share through a Deferred Compensation Plan, increasing that indirect account’s holdings to 21,700 shares following the transaction as disclosed.

At what price were the new BWFG shares acquired by the director?

The 393 Bankwell Financial Group shares were acquired at $46.00 per share. This price reflects an open-market transaction executed on March 6, 2026, through a Deferred Compensation Plan, as shown in the insider’s Form 4 ownership report for the company’s common stock.

How many BWFG shares does the Deferred Compensation Plan hold after the transaction?

After the March 6, 2026 purchase, the Deferred Compensation Plan holds 21,700 Bankwell Financial Group shares. This indirect ownership balance reflects inclusion of the newly purchased 393 common shares at $46.00 each, as reported in the Form 4 filing’s transaction detail.

What other BWFG share holdings are reported for Carl M. Porto?

The Form 4 lists several additional direct and indirect common stock positions with updated balances. These include multiple restricted stock awards referenced in footnotes, with grants made between 2022 and 2026 and vesting tranches scheduled over future years, extending through February 2029 according to the disclosure.

What restricted stock awards for BWFG are described in the footnotes?

Footnotes describe restricted stock grants of 1,600 shares in 2022, 1,600 shares in 2023, 1,800 shares in 2025, and 1,455 shares in 2026. Each grant vests in annual installments, with portions already vested and remaining shares scheduled to vest between 2026 and 2029.

Does the BWFG Form 4 indicate any insider share sales by Carl M. Porto?

The summarized data show one open-market purchase of 393 shares and no reported sales. The transaction summary indicates a net-buy position, with zero sell transactions recorded, and several lines simply updating total direct and indirect holdings of Bankwell Financial Group common stock.